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Effective Date: September 1, 2026
These Terms of Service (“Terms”) govern access to and use of the Sheba Golden Star website, sourcing and procurement platform, and related services provided by the Sheba Golden Star legal entity identified in the applicable quotation, order confirmation, invoice, or service agreement (“Sheba,” “we,” “us,” or “our”).
Where no separate transaction document identifies the contracting entity, the contracting entity will be Sheba Golden Star LLC.
By accessing our platform, creating an account, submitting a sourcing request, or engaging our services, you agree to these Terms. If you act on behalf of a business, you represent that you are authorized to bind that business.
These Terms apply alongside any accepted quotation, purchase order, order confirmation, statement of work, or other written agreement between you and Sheba. If a transaction-specific agreement expressly conflicts with these Terms, that agreement controls for the relevant transaction.
1. Our Services
Sheba provides business-to-business sourcing, procurement, and supply-chain coordination services, which may include:
- Identifying, evaluating, and communicating with manufacturers and suppliers.
- Requesting and negotiating quotations, pricing, minimum order quantities, and production terms.
- Coordinating product development, customization, and samples.
- Managing procurement projects, production schedules, and supplier communications.
- Conducting or arranging quality-control inspections.
- Coordinating packaging, shipping, logistics, and related documentation.
- Providing ongoing procurement management and reorder support.
- Offering online tools for submitting requests, reviewing quotations, approving orders, communicating with our team, and tracking project progress.
The specific services, deliverables, responsibilities, fees, and timelines for each engagement are established in the applicable transaction documents.
Sheba may use its own personnel, affiliated entities, suppliers, inspectors, freight providers, and other qualified service providers to fulfill its obligations.
2. Business Eligibility and Accounts
Our services are intended primarily for businesses and individuals acting for legitimate commercial purposes.
You agree to provide accurate and current information and to maintain the confidentiality of your account credentials.
You are responsible for activity conducted through your account by individuals you authorize.
We may request additional information to verify your identity, business, payment arrangements, or compliance with applicable laws.
You must not use our services for fraudulent, unlawful, misleading, or prohibited activities.
3. Sourcing Requests and Quotations
You may submit product specifications, drawings, images, quantities, target prices, delivery destinations, and other sourcing requirements through our website, platform, email, or other approved communication channels.
You are responsible for ensuring that the information you provide is accurate, complete, and suitable for the intended product.
Unless expressly stated otherwise, quotations are estimates or proposals rather than binding commitments.
Pricing, supplier availability, minimum order quantities, exchange rates, shipping charges, production schedules, and other conditions may change before an order is confirmed.
A quotation becomes binding only when accepted under the applicable approval process and confirmed by the relevant parties.
Any material changes to an approved quotation or order must be communicated and authorized as required by the applicable agreement.
4. Orders, Approvals, and Contracting Roles
Sheba may act in different capacities depending on the transaction.
Sourcing or procurement agent: Sheba coordinates procurement services on the client's behalf, while the relevant supplier or manufacturer remains responsible for obligations assigned to it under the applicable purchase arrangement.
Seller or reseller: Sheba purchases and resells goods to the client, assuming the seller obligations applicable to that transaction.
The applicable quotation, invoice, purchase order, or service agreement should identify Sheba's role, the contracting entity, the seller of record, and the relevant payment and delivery arrangements.
Sheba's legal responsibilities depend on its actual role and applicable law, regardless of how a transaction is described.
Clients must review and approve material specifications, quantities, pricing, samples, and other required order details before production or purchasing commitments are made.
Approvals submitted through the platform, email, electronic signature, or other agreed channels may constitute binding authorization.
5. Pricing, Fees, and Payments
Sheba may charge percentage-based sourcing commissions, fixed project fees, recurring procurement-management fees, inspection fees, or other agreed charges.
The applicable transaction documents will identify the relevant fees, currency, payment schedule, payment recipient, and any additional expenses.
Depending on the transaction:
- The client may pay a manufacturer or supplier directly and pay Sheba separately for its services.
- The client may pay Sheba, which may then arrange payment to the relevant supplier or service provider.
- Other lawful payment arrangements may be agreed in writing.
Payments may include deposits, milestone payments, balances due before shipment, recurring fees, or other agreed schedules.
Clients are responsible for agreed payment-processing charges, applicable taxes, duties, and other expenses allocated to them under the transaction documents.
Any currency-conversion arrangements, exchange-rate adjustments, or payment-related charges must be disclosed as applicable.
Sheba may suspend further work, purchasing commitments, or shipments for overdue payments, subject to applicable law and existing contractual obligations.
Sheba is not required to advance its own funds or make supplier payments before receiving the required cleared funds unless expressly agreed otherwise.
6. Suppliers and Third-Party Service Providers
Sheba may identify, evaluate, and recommend suppliers based on factors such as manufacturing capability, pricing, quality standards, production capacity, and commercial suitability.
Supplier vetting reduces procurement risks but does not guarantee a supplier's future performance, financial stability, or ability to fulfill every commitment.
Sheba may work directly with factories or engage qualified third-party inspectors, logistics providers, laboratories, and other service providers when appropriate.
Where Sheba acts as a procurement agent, independent suppliers remain responsible for their own contractual obligations, subject to Sheba's responsibility for performing its agreed services with reasonable care.
Where Sheba acts as a seller, its obligations as seller remain applicable.
7. Samples, Production, and Quality Control
Sheba may coordinate product samples, prototypes, manufacturing schedules, inspections, and quality-control procedures.
The inspection scope, methods, sampling procedures, acceptance criteria, and applicable standards will be determined by the relevant order or service agreement.
Inspections may be performed by Sheba's team or qualified third parties.
Clients are responsible for reviewing and approving samples, specifications, and other agreed production requirements.
Unless expressly agreed, an inspection does not constitute a guarantee that every product is free from defects or that every production issue will be identified.
Sheba will perform its agreed inspection and coordination services with reasonable care.
Where defects, discrepancies, or production problems are identified, Sheba will communicate the findings and assist with appropriate corrective action within its agreed responsibilities.
8. Shipping, Customs, and Delivery
Sheba may arrange or coordinate domestic and international transportation, freight forwarding, customs documentation, cargo consolidation, and delivery services.
Shipping availability, destinations, methods, estimated transit times, insurance arrangements, and delivery responsibilities depend on the applicable transaction.
Unless otherwise agreed, the client is responsible for acting as importer of record and for applicable import duties, taxes, permits, and destination-country customs requirements.
Where applicable, transaction documents may specify Incoterms® 2020, delivery points, transfer of risk, title to goods, insurance coverage, and responsibility for customs clearance.
Sheba may coordinate shipping without necessarily acting as the carrier, freight forwarder, customs broker, or importer of record.
Delivery estimates are not guaranteed unless expressly agreed.
Responsibility for loss, damage, delays, and related claims will depend on the agreed shipping terms, Sheba's contractual role, the responsible party, and applicable law.
9. International Trade and Product Compliance
Clients are responsible for identifying the product-specific legal and regulatory requirements of their intended destination markets, including applicable safety standards, certifications, labeling, import permits, and restrictions.
Sheba may assist with obtaining documents, arranging testing, coordinating certifications, or conducting compliance-related checks where expressly included in the agreed services.
Both parties must comply with applicable customs, import, export, trade-control, sanctions, and anti-bribery laws.
Clients must not request prohibited transactions, provide misleading customs information, or use Sheba's services to circumvent applicable laws.
Sheba may refuse, suspend, or terminate a transaction where it reasonably identifies a legal or compliance concern.
Nothing in these Terms excludes regulatory or legal responsibilities independently imposed on Sheba in its actual role as a seller, exporter, importer, or other regulated party.
10. Client Responsibilities
Clients agree to:
- Provide accurate product requirements, drawings, specifications, and quantities.
- Confirm that they have the right to use and share submitted designs, trademarks, and other materials.
- Review quotations, samples, inspection reports, and other documents requiring approval.
- Make required payments on time.
- Provide necessary shipping, customs, and regulatory information.
- Communicate material changes to product requirements promptly.
- Cooperate reasonably in resolving production, quality, payment, or delivery issues.
Sheba is not responsible for consequences caused solely by inaccurate client instructions, unauthorized intellectual property, or the client's failure to fulfill its obligations, except to the extent Sheba independently contributed to the problem.
11. Changes, Cancellations, and Refunds
Clients may request changes or cancellations by contacting Sheba through an approved communication channel.
Cancellation and refund eligibility depend on the stage of the project, the agreed payment terms, completed work, and existing supplier commitments.
Where cancellation is permitted, refundable amounts will generally consist of unused client funds after deducting:
- Fees earned for services already performed.
- Documented, nonrecoverable supplier expenses.
- Authorized purchasing or production commitments that cannot reasonably be canceled.
- Other charges expressly agreed and legally recoverable.
Sheba will make reasonable efforts to mitigate avoidable cancellation costs.
Supplier deposits, manufacturing commitments, and third-party cancellation policies may affect the amount recoverable.
No provision in these Terms overrides mandatory refund rights or other applicable legal protections.
12. Product Defects, Discrepancies, and Claims
Clients should inspect received products promptly and notify Sheba of visible damage, shortages, or material discrepancies within a reasonable period.
Defects that could not reasonably have been discovered during initial inspection should be reported promptly after discovery.
Claims should include relevant photographs, videos, inspection findings, order details, or other reasonably available supporting evidence.
Sheba may investigate the claim, coordinate with suppliers, and assist in identifying appropriate corrective actions.
Depending on the transaction, available remedies may include repair, replacement, supplier credit, refund, negotiated adjustment, or another legally available remedy.
Responsibility and remedies depend on the applicable agreement, Sheba's role, the cause of the problem, and governing law.
Nothing in this section removes rights or remedies that cannot legally be excluded.
13. Confidentiality and Intellectual Property
Clients retain ownership of their pre-existing product designs, trademarks, drawings, specifications, and other intellectual property.
Clients grant Sheba a limited right to use and share submitted materials as reasonably necessary to perform the requested services.
Sheba may share relevant information with manufacturers, inspectors, logistics providers, affiliates, and other authorized service providers for legitimate project purposes, subject to appropriate confidentiality safeguards.
Sheba may require additional confidentiality or intellectual-property agreements from suppliers when warranted by the nature of the project.
Both parties agree to use reasonable care to protect nonpublic business, technical, financial, and commercially sensitive information received through their relationship.
Confidentiality obligations do not apply to information lawfully available to the public, independently developed without use of protected information, lawfully obtained without confidentiality restrictions, or required to be disclosed by law, subject to applicable notice obligations.
Ownership and permitted use of custom molds, tooling, prototypes, newly developed designs, and other project-specific intellectual property will be determined by the applicable quotation, order agreement, or separate written arrangement.
Nothing in these Terms automatically transfers ownership of a client's intellectual property to Sheba.
14. Portfolio, Marketing, and Client References
Sheba may photograph, record, display, publish, and promote completed projects and products sourced, developed, manufactured, inspected, or delivered through its services.
This includes product photographs and videos, packaging, samples, production processes, factory visits, inspections, shipments, and project descriptions, including client branding or logos naturally appearing on those materials.
Sheba may use these materials on its website, social media, presentations, advertisements, proposals, and other marketing channels without requiring separate approval for each use, provided the materials do not disclose confidential information, violate agreed restrictions, or misleadingly imply client endorsement.
The use of a client's standalone logo or trademark in a client list, partner showcase, or similar promotional display requires the client's prior authorization, which may be granted in an applicable agreement.
Clients may request reasonable restrictions on future promotional use of their confidential or proprietary materials.
Nothing in this section transfers ownership of client intellectual property to Sheba or authorizes use that violates applicable law or third-party rights.
15. Website and Platform Use
Sheba may provide online tools for sourcing requests, quotations, approvals, order tracking, communications, and related procurement activities.
Clients must use the platform only for legitimate business purposes and must not:
- Attempt unauthorized access to accounts, systems, or information.
- Interfere with platform security or operation.
- Upload malicious code or unlawful content.
- Misrepresent their identity or authority.
- Copy, exploit, or misuse proprietary platform content or technology without authorization.
Sheba retains ownership of its website, platform, software, branding, and proprietary technology, except for third-party or client-owned materials.
Platform features may be updated, modified, suspended, or discontinued, subject to applicable contractual commitments.
We use reasonable measures to maintain platform availability and security but do not guarantee uninterrupted or error-free operation.
16. Electronic Communications and Records
Clients agree that project communications, quotations, approvals, invoices, notices, and other business records may be exchanged electronically.
Electronic approvals and signatures may have binding effect where permitted by applicable law.
Clients are responsible for ensuring that individuals approving orders or commitments through their accounts or authorized communication channels have appropriate authority.
Sheba may retain transaction records, approvals, and communications for legitimate business, compliance, and dispute-resolution purposes in accordance with applicable law and its Privacy Policy.
17. Suspension and Termination
Sheba may suspend or terminate services or platform access for material nonpayment, fraudulent activity, inaccurate or misleading information, unlawful requests, material contractual breaches, or significant security or compliance concerns.
Where reasonably appropriate, Sheba will provide notice and an opportunity to resolve the issue before suspension or termination.
Immediate action may be taken when necessary to prevent unlawful activity, material harm, or security risks.
Termination does not automatically cancel existing supplier commitments or eliminate payment obligations already incurred.
Any remaining funds, outstanding fees, supplier commitments, and unfinished work will be addressed under the applicable agreement and law.
Provisions that reasonably need to survive termination, including payment obligations, confidentiality, intellectual-property rights, accrued claims, and dispute-resolution provisions, will remain effective.
18. Force Majeure and Delays
Neither party will be liable for failure or delay in performing an obligation to the extent directly caused by an extraordinary event outside that party's reasonable control that could not reasonably have been prevented or overcome.
Such events may include natural disasters, war, significant civil unrest, government restrictions, major port closures, or other qualifying disruptions affecting manufacturing, transportation, or international trade.
The affected party must provide reasonably prompt notice, explain the expected impact when known, and take reasonable steps to mitigate the disruption.
Ordinary seasonal holidays, foreseeable production constraints, routine shipping congestion, insufficient funds, or preventable supplier-management failures do not automatically qualify as force majeure.
Payment obligations already accrued are not excused solely because of a force majeure event.
If a qualifying disruption continues for an extended period, the parties will discuss reasonable alternatives, including revised timelines or cancellation, taking into account completed services, supplier commitments, and applicable law.
19. Service Standards and Disclaimers
Sheba will perform its agreed services with reasonable care, skill, and diligence.
Unless expressly agreed, Sheba does not guarantee particular supplier prices, uninterrupted production, specific cost savings, defect-free manufacturing, or delivery by a particular date.
Any estimates, comparisons, projected savings, or indicative timelines are based on available information and assumptions at the time they are provided.
Nothing in these Terms limits any express warranty or legal obligation that applies to Sheba in its actual contractual role.
20. Limitation of Liability
Each party remains responsible for its own contractual breaches, negligence, misconduct, and other liabilities to the extent required by applicable law.
For claims arising solely from Sheba's sourcing or procurement agency services, Sheba's aggregate liability for ordinary contractual claims will not exceed the total service fees paid or payable to Sheba for the specific engagement giving rise to the claim, to the extent permitted by applicable law.
This agency-service limitation does not automatically apply to the full value of goods purchased from independent suppliers or to separate transactions in which Sheba acts as seller.
For seller or reseller transactions, applicable liability limitations, warranties, and remedies may be specified in the relevant sales agreement, subject to mandatory law.
To the extent permitted by applicable law, neither party will be liable for indirect or consequential losses, including lost profits or lost business opportunities, except where such exclusions are unenforceable or expressly overridden by an applicable agreement.
Nothing in these Terms excludes or limits liability for fraud, willful misconduct, or any liability that cannot lawfully be excluded or limited.
21. Dispute Resolution
The parties agree to make reasonable efforts to resolve disputes through good-faith discussions before initiating formal proceedings, except where urgent legal relief is reasonably necessary.
Any applicable service agreement, quotation, order confirmation, or other binding transaction document may establish the governing law, jurisdiction, arbitration procedures, or other dispute-resolution requirements for that transaction.
Where no separate agreement specifies these matters, these Terms will be governed by the laws of the State of New York, United States, without regard to its conflict-of-law principles, and any disputes will be resolved exclusively in the state or federal courts located in New York, subject to applicable law.
Nothing in these Terms prevents either party from exercising rights or remedies that cannot legally be waived.
22. Changes to These Terms
Sheba may update these Terms to reflect changes in its services, platform, business practices, or legal requirements.
The updated version will be published with a revised effective date.
Where required by law or where changes materially affect existing contractual rights, Sheba will provide appropriate notice and obtain any necessary consent.
Changes will not retroactively alter confirmed transaction terms unless legally permitted and agreed where required.
23. General Provisions
Entire Agreement: These Terms, together with applicable transaction documents and incorporated policies, form the agreement governing the relevant services.
Severability: If a provision is held unenforceable, the remaining provisions will continue in effect to the extent legally permissible.
No Waiver: Failure to enforce a provision does not automatically waive the right to enforce it later.
Assignment: Neither party may transfer material contractual obligations without required consent, except as permitted by applicable law or the relevant agreement.
Independent Contractors: Unless expressly established otherwise, the parties are independent contractors. Nothing in these Terms creates a partnership, employment relationship, or general authority for either party to bind the other.
Language: If these Terms are translated, the controlling language version will be English, to the extent permitted by applicable law.
24. Contact Us
For questions about these Terms, sourcing projects, procurement services, or contractual matters, contact:
Sheba Golden Star
Legal contracting entity: Sheba Golden Star LLC
Business email: [email protected]
Business address: 418 Broadway Ste N Albany, NY 12207
Website: shebagoldenstar.com
Where a transaction is contracted through another Sheba legal entity, the applicable quotation, invoice, or service agreement will identify that entity and its relevant contact information.